Balancing Financial Risks and Opportunities

Unprecedented scrutiny and regulatory enforcement are the new facts of life for the financial services industry.  The simple remedy of foreclosing under a deed of trust is fraught with new regulatory and political risk.  The change in California's economy and those sweeping the nation bring both opportunity and uncertainty.

Archer Norris guides its clients through the minefield of enforcement of basic creditor rights.  Where debtors assert claims against our clients regarding enforcement, administration or origination of loans, our attorneys defend zealously and effectively.

Capitalizing on Legal Remedies and Disposing of Frivolous Claims

Practicing through five decades of leading and lagging economic climates, Archer Norris attorneys drive client success with practicality and creativity.  Areas of our financial services practice include lender and other creditor representation in litigation, transactions, financings, workouts, bankruptcies and receiverships.

Archer Norris assists its clients in capitalizing on all of their legal remedies and disposing promptly and efficiently of what are often frivolous claims.  Successes include crafting alternatives to foreclosure for large borrowers, steering major bond financings and removing technical obstacles in the sale of environmentally distressed property.

Counseling Commercial Borrowers and Lenders

Archer Norris clients include commercial and residential lenders, commercial borrowers and others in the state’s financial services sector including:

• National and regional financial institutions
• Banks, credit and finance companies, mortgage lenders
• Real estate developers
• Investors
• Public agencies
• Healthcare districts
• Public/private partnership investments in infrastructure

Steadying the Course in Fluctuating Conditions

Core components of our comprehensive legal strategies for financial services clients include counseling on deal structuring and risk assessment, negotiation and documentation, due diligence and closing.

The Archer Norris creditors' protection team manages bankruptcy-related issues including representing creditors at 341 hearings in bankruptcy. Our troubled-loan counsel includes a background in REO workouts. We support a specialized, statewide team focused on forensic audits and fraud investigation, and our firm’s deep trial strength protects clients against the uncertainty that major litigation can create.

Archer Norris views finance transactions through several lenses – workability, client protection and long-term consequences. We position clients to avoid costly penalties and delays while structuring transactions that achieve their goals.

Financial Services Litigation

Creditors’ Protection

• Wrongful Foreclosure, Lending Tort, TILA and RESPA Litigation - Have defended many dozens of lawsuits brought by borrowers with tens of millions in loan balances without losing a single trial or summary adjudication. Most cases result in favorable trial court rulings for our lender clients with a mix of very favorable settlements.
• Class Action Defense - Have successfully addressed proposed class actions on California and federal statutory and common law grounds in numerous jurisdictions. Class certification motions have been defeated. Occasionally, stipulated class certifications in conjunction with settlements have been used to advance client interests.
• Defense of Impound Accounts - Negotiated nominal settlement in action for wrongful imposition of impound account which resulted in damage award of almost $1 million against non-settling co-defendant.
• Diminution of Security - Represented lender in action to recover for diminution of security arising out of mass suicide by “Heaven’s Gate” cult. Handling judicial foreclosure actions against solvent borrowers in “strategic default” situations.
• Insurance Claims - Recovered millions of dollars for lender clients from title insurers through negotiations and, where necessary, litigation. Obtained insurance coverage for homeowner neglect under the standard Lenders Loss Payable Endorsement (Form 438 BFU) and for pre-foreclosure property damage.

Financial Services Transactions

Bond and Project Finance

• YMCA of the East Bay Bond Project - $9.96 million California Statewide Communities Development Authority Revenue Bonds. In this conduit financing, the bonds were issued for the purpose of financing and refinancing the acquisition, design, construction and equipping of certain community facilities to be owned and operated by YMCA. Payable solely from and secured by a pledge of revenues, the bonds were enhanced by a Letter of Credit.
• Healthcare District Financing - $26 million Certificates of Participation for the purpose of providing the West Contra Costa Healthcare District funds to finance working capital expenses. The COPs were secured by proceeds of the parcel tax passed in a special election by the District electorate.
• Affordable Housing - $6.8 million City of Martinez Multifamily Mortgage Revenue Refunding Bonds and $3.399 million Variable Rate Demand Taxable Multifamily Housing Revenue. This financing for an affordable housing project involved the defeasement of the prior series of bonds, backed by a GNMA mortgage security, with the proceeds of these refunding bonds issued by the City of Martinez for Muirwood Square Investors.
• Government Center Project - $22.45 million County of Madera 2005 Certificates of Participation. These were issued to finance a portion of the cost of the construction of a new government center and related parking structure and to purchase a surety bond for deposit in a reserve fund for the lease payments. The COPs were guaranteed under a financial guaranty insurance policy issued by Ambac Assurance Corporation.
• Solid Waste Project Finance - $25.9 million CPCFA Variable Rate Demand Solid Waste Disposal Revenue Bonds for California Waste Solutions, Inc. Project. The deal was enhanced by an irrevocable direct pay Letter of Credit issued by East-West Bank, with the letter of credit enhanced by an irrevocable Confirming Letter of Credit issued by California State Teachers’ Retirement System. The proceeds of the sale of the bonds were loaned by the CPCFA to California Waste Solutions to be used to acquire, construct, renovate and equip certain solid waste disposal facilities located in Oakland and San Jose.

Equipment Leases, Secured and Unsecured Loans

• Loan Restructuring - During the course of high-demand litigation, we guided our client, a construction lender, in a strategic move. We helped to quickly close its construction loan and extend and sell the permanent loan prior to the successful conclusion of the remaining litigation.
• Transactional Counsel - Managed numerous multimillion-dollar transactions, including equipment leases, secured and unsecured loans and preferred stock investments. Related counsel includes negotiating sales and acquisitions, public approvals, workouts, distressed property deals and restructurings.

Major Sales and Acquisitions

• Mortgage Bank Asset Sale - Coordinated asset sale of a large mortgage bank/brokerage to a public corporation for cash and securities that positioned the sellers for significant market growth. This transaction necessitated a thorough understanding of the mortgage and brokerage business and careful attention to the incentive structure of the agreement.
• Family-Owned Business Sale - Represented the owners of a family-held regional solid waste company in a transaction exceeding $100 million. The negotiations culminated in the sale of the company to a publicly-traded corporation. Among our myriad responsibilities were determining the terms of sale, selection of an investment banker and guiding the bidding process.
• Transactional Counsel - Managed numerous multimillion-dollar transactions, including equipment leases, secured and unsecured loans and preferred stock investments. Related counsel includes negotiating sales and acquisitions, public approvals, workouts, distressed property deals and restructurings.

Forensic Audits and Fraud Investigations

Investigations and Litigation

• Fraud and Embezzlement - Successfully represented financial institutions in claims for fraud and embezzlement from trust accounts.
• Forgery - Defended bank against allegations of improper handling of forged checks.

Risk Management

• Forgery - Defended bank against allegations of improper handling of forged checks.

White Collar Criminal Defense

• Fraud and Embezzlement - Successfully represented financial institutions in claims for fraud and embezzlement from trust accounts.

Fast Facts

• Archer Norris has been named one of the Best Places to Work in the Bay Area by the San Francisco Business Times.
• More than 90 attorneys in four California offices.
• Leading California law firm with a focus on complex litigation and business transactions.